The girl, the eagle, and the octopus
by Manquare
Summary: (Set after the events in Spider-Man 2.) Doctor Ock is back, and he's already after revenge, only this time his would-be opponent isn't human. And now the only thing that stands between Ock and his revenge is a wacky teenage girl. (CHAPTER 3 IS UP!)
1. Chapter1: Revival

Disclaimer: The concept of Spider-Man and the character of Doc Ock are the rightful property of Marvel and Columbia Pictures, and I am in no way affiliated with them. All recognisable characters and settings are being used for non-profit fanfic purposes only.

Copyright: The characters of Kate Goldin and Roc are copyright to me. Any similarity with already existing characters is coincidental.

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A drowned body usually floats for a time before waterlog causes it to sink, but when a drowned body is fused with a heavy amount of solid metal, floating isn't much of an option. A strong current, however, will keep even the heaviest burden from sinking, and will carry a load until it sees fit to let it rest.

That night, the river was carrying an unusual victim. The recently claimed body of Doctor Otto Octavius drifted with a peaceful grace through the dark water, hated, discarded, and alone. It was mere minutes after the disaster. Lungs filled with water no longer tried to breathe. His eyes stared, wide and open, but no longer saw. His oxygen-starved heart had slowed to the faintest flutter. The four terrible symbiotic arms gleamed and twirled slowly around him, and for a moment it seemed like they were still moving, but it was merely the water's current, waving the metallic tentacles like seaweed. There was terrible irony in such a watery death, for although this octopus had been returned to water, it most certainly had not saved his life. This octopus needed air to live, and his mechanical arms needed his life-force to exist.

So, what was to be done? It had seemed that the arms' energy had flickered out along with the doctor's as he drowned. But what had seemed to be permanent was in fact no more than temporary shock at the doctor's sudden lack in energy output. The arms were tough, even if the human body they were attached to was weak. They had been designed to be tough. And now, they would revive their human host just as they had revived him before.

The arms did not try to move, so as to not waste precious energy. But the lenses, the single 'eye' at the centre of each claw, began to flicker, the light slowly strengthening to a bright, gleaming red. Then, with a rattling twitch, a jolt of electricity was sent pulsing through Otto's nervous system, willing his heart to continue beating. The arms would continue with this for as long as they could. Now all they needed was some oxygen…

In the strong current of the wide, dark river, Doctor Ock's apparently lifeless form travelled quickly, and did not slow until about a mile downstream from the site of Doc Ock's 'death'. And it was at this point that the river finally gave up its grisly dance partner, and pushed the body up onto a wide, muddy river bank. But, unfortunately for the striving metal tentacles, Otto was laying face-down in the shallows. So it was stalemate now; the arms would not have the energy to move Otto unless Otto moved first, and with his face still submerged, water continued to flow freely into the man's lungs. And so he just lay there as the sun began to rise, in a waterlogged heap, with his mechanical appendages sprawled limply around him, unable to manage anything more than the occasional spasmodic twitch as they jolted Otto's weary heart into action. Waiting for opportunity to present itself.

And opportunity did indeed present itself eventually, but in a very unusual form.

It seemed that only a moment ago Otto had been losing himself to the icy coldness of water, giving in to the enveloping darkness. But now, he found himself faced with the sudden and compulsive urge to breathe.

His back arched as one last pulse of life-giving electricity jolted through his veins. Doctor Ock gasped, and immediately started to choke, retching seemingly endless amounts of water from his lungs. And as the convulsive choking continued, so did the doctor regain consciousness, and begin to become aware of what was going on around him.

The main thing being that someone – or something – was tugging viciously at his trenchcoat, and slowly but surely dragging him out of the water.

The tugging did not stop until Otto was completely clear of the water. Either side of him, the four metal tentacles remained limp and unmoving. Still spluttering water, Doctor Ock allowed himself to be rolled onto his back, at which point he finally opened his eyes.

His vision blurred and swam so much that Otto nearly shut them again, but he continued to stare nonetheless, for his saviour was looming over him.

A disturbingly bird-shaped saviour.

Not possible, said a rational voice inside Doctor Ock's head. Surely no bird in existence has the physical or mental capability to drag a fully-grown human out of a river.

Not to mention a fully-grown human with four solid metal arms attached to him, another rational voice added.

Otto blinked, trying to clear his vision. The figure was still there, and it was still bird-shaped. Wordlessly, Otto tried to raise his right arm, but then the figure uttered a soft squawk and suddenly moved away. For a moment a vast feathered wing filled Otto's vision, and then it was gone, leaving only the sound of something large and winged swooping up into the air and away from him. Soon the sound was gone too.

This really was all too much to take in at once, and so for a time Doctor Ock stayed where he was, contemplating, while allowing his breathing to calm and his vision to clear. Wasn't he supposed to be dead? Apparently not. And now he had woken to find himself being dragged to safety by a worryingly powerful animal. Hmm.

Carefully, Doctor Ock sat up, and it was at that point that he realised his extra arms were moving too. Like rearing snakes the mechanical tentacles rose up, hissing and snapping and waving in triumph. And as Otto gazed up at them, any sense of rebellion that he might have felt before was now gone, replaced by the simple feeling of triumph; the triumph of still being alive.

A cold smile spread across the Doctor's face, and he looked around. Ok, so he was sitting in the mud with seaweed in his hair, but the morning sun was shining pleasantly – its heat already starting to dry Otto's soaked clothes – and he was alive, so altogether things were going very well.

After a while Otto looked down at his trenchcoat, of which his was currently only half wearing, due to his saviour's insistent tugging at it. And the creature in question must have been armed with fearsome talons, for a pocket on the inside of the coat had been almost completely torn off…

The contented smile on Doctor Ock's face vanished abruptly as he realised with a sickening lurch that the ruined pocket had contained something which was now almost certainly gone. Something from a past life, something very precious to him.

Rosie's necklace. The only thing left to remember his wife by…taken.

A forgotten memory suddenly resurfaced and flashed though the doctor's unhinged mind:

Was keeping it safe for her….meant to take it to the jewellers because the chain's fastener was broken….Gone! Stolen!!

So now everything made sense. The accursed mangy vulture had not pulled him from the water to save him, but to rob him!!

With an angry roar and a sudden surge of strength, Doctor Ock lurched to his feet. Then, with a heavy metallic thump that shook the ground around him, the two lower tentacles thrust themselves into the muddy ground, pulling Ock upright and lifting him into the air.

With his teeth clenched, Doc Ock grinned evilly, clenching his hands into fists as he felt his power return to him. He would have his revenge on the wretched creature that dared to steal from the great Doctor Octopus!!

Suddenly though, Otto's evil expression changed to one of surprised discomfort. Looking down, the doctor shook his left leg.

A small silvery fish dropped from his trouser-leg, then flip-flopped down the bank and into the water, where it swam gratefully away.

Briefly glancing around in a suddenly self-conscious manner, Otto cleared his throat and adjusted his collar, before stalking away, off in search of a new lair…

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Notes: Ah, to be a fish trapped inside Doc Ock's trousers, eh? Ahem. Well, I hope this has been sufficiently interesting for y'all, because I'll be updating it whether you like it or not! Heh heh. If you're thinking 'this is just like any other Doc Ock fic', then please bear with me, because it's going to get unusual very quickly. Also, I can never work out if Otto's wife is called 'Rosie' or 'Rosalie', so I'm sorry if I got it wrong.


	2. Chapter2: An Introduction to Kate

Kate Goldin, freelance researcher and expert on paranormal and extra-terrestrial lifeforms, was lost. Her latest 'mission' had brought her to New York, but having never been there before in her life, she could not make head or tail of the endless maze of skyscrapers and streets. She was useless at reading maps, and she had little sense of direction at the best of times. So she had long since switched from 'purposeful exploring' to 'casual wandering'.

She had never been that good at finding her way around London either, London being her native city and the place where her company and its affiliates were based. Well, the phrase 'her company' was generally an exaggeration - she just worked there. But it was often commented that she 'practically owned the place' – at nineteen years of age she was the youngest member, and yet she alone had faced more dangers, solved more mysteries, and conducted more research than the rest of the organization put together. It was her selfless love and enthusiasm for the strange and unusual, her unexplainable affinity for dangerous lifeforms, and the fact that dangerous lifeforms always seemed to have an affinity for _her_, that had earnt her a strange sort of respect in the science world, even if it was only in a 'that girl is a nutcase' sort of way.

Rather less respectful was her belief that the aggressive creatures of this world and beyond should be able to do whatever the hell they feel like without having to worry about getting nuked by ignorant patriots. It was her opinion that humankind should get down off its high horse and stop thinking they had the right to destroy a creature just because it had dared to harm a human. After all, at the end of the day, humans were part of the animal kingdom too, and it was supposed to be 'survival of the fittest', not 'survival of the one with the most machine guns'.

Despite this, Kate was certainly not a hippy who paraded around with an 'equal rights for rabbits' billboard on regular occasions. Her research was her only method of persuasion, her tool in helping people to understand, rather than destroy. Because of this, the small London-based team of freelance researchers were the only people that Kate would agree to work with, since they seemed to be just about the only ones who employed the 'look but don't touch' policy. Unfortunately, in the world of competitive scientific research, such places were never particularly famous or valuable. Instead, the organization's investigations and missions were sponsored by larger companies who then bought the researchers' findings for use in their own projects. And it was a good profitable system, more or less. There were times when Kate worried about what sort of 'projects' her research was being used for, but at the end of the day, there was a limit to how ethical a person could be before realising that it wasn't making them any money. Though Kate was a decidedly eccentric girl with rather un-patriotic views on the human race, she was not in any way selfish or evil, just very open-minded. She was also a surprisingly tough and witty (if rather scatter-brained) adventurer with excellent survival instincts, but that was beside the point, because dammit, she was still lost!

Not that it really matters, Kate thought as she paused in her wanderings to sit down by an ornate water feature at the centre of a small park. She didn't really have any particular destination anyway. With a tired sigh, Kate squinted up at the clear sky, shielding her eyes from the bright midday sun. Just keep watching the skies for a giant bird, and learn all you can about it. That was what she was here to do.

It didn't seem that long ago when she and her fellow researchers had started receiving multiple eye-witness reports about a huge bird terrorizing various small towns across America – a bird capable of killing a fully-grown cow with worrying ease. The bird had since been identified by experts as a Golden Eagle – albeit an over-sized one – but had been given the nickname 'Roc', for it was believed that this eagle was indeed the answer to the mystery of the modern-day Roc.

And then, one day, a report came in from a devastated mother who had stepped out into her back garden one morning to see her five year old girl being carried off by a gigantic bird of prey. The next thing Kate knew, she was being handed a plane ticket to New York by some important-looking suit from a crypto-zoology company (other researchers who had been painstakingly tracking the eagle's process had concluded the big city to be its next target). And now here she was.

And Kate was perfectly happy to be in New York on a wild goose chase (pun intended), because despite all the strange and wonderful creatures she'd encountered, birds still remained fascinating to her. Plus, New York was notorious for harbouring some of the world's most colourful heroes and villains, in particular the hero known as 'Spider-Man'…

Kate shook her head, as if coming out of a daydream. Here she was thinking about men in tight costumes when there was important research to be done!

Shrugging a scruffy backpack from her shoulders, Kate took out her notebook and flicked through it. So far her notes consisted mostly of background information and her own theories, but there were some other more interesting notes as well. The first thing was the fact that this bird seemed determined to not stay in his natural habitat. While any normal Golden Eagle would seek a solitary life in desolate canyons or wide expanses of desert grassland, 'Roc' seemed to be purposefully seeking out places of human civilization. Also, Kate had concluded quite quickly that the eagle was not an unreasonably aggressive creature (despite the fact that his recent meal of human flesh had not put it in the general publics' good-books). In terms of feeding habits he was behaving just like a normal eagle – the problem was that, being much larger than any other bird of prey, he required bigger meals. He would take down anything he was capable of overpowering. And of course he wouldn't understand that many people were more than willing to shoot him out of the sky simply for doing what was natural to him. And that was what Kate had set out to prevent from happening.

And how had Kate come to these conclusions? Well, after being in New York for a mere week, she'd already had a few close encounters with Roc. Her natural instinct for understanding the way a creature's mind worked had enabled her to quickly learn the bird's favourite haunts, and predict the places where he might land. She had managed to get very close to the eagle at one point, and it was then that she had seen just what a magnificent, regal creature he was. Roc had seemed merely curious by her presence, and Kate suspected the bird was learning to recognise her in a crowd, for the close encounters were becoming more frequent. By now Kate was no longer certain about who was searching for who…

It was always particularly impressive to watch the eagle in flight, swooping and soaring freely around the tallest skyscrapers. With such a vast wing span (Kate guessed it to be approximately two metres each side), it was no wonder that people on the streets below would look up at the sky in startled surprise whenever Roc's looming shadow passed over them. The bird's presence must have been causing quite a stir, though the press had not mentioned anything as yet. But Kate was no less concerned, for she had seen Roc swoop very low over the crowds at times, and she worried that at some point he would get the urge to snatch at someone, and then everything would instantly be on red-alert as far as the press was concerned.

In lighter news, during her many sky-searching sessions, Kate had on a few occasions found herself watching none other than Spider-Man, swinging theatrically from building to building as if born to do it. With his web-slinging capabilities, the costumed wonder had achieved something very close to flight; it made Kate feel dizzy just to watch him looping, diving, and free-falling though open air with such confidence. On one occasion Kate had actually seen him cross paths with Roc, and there had been no conflict of any kind, which made Kate wonder if Spider-Man yet viewed the giant eagle as a threat or not. Kate found herself wanting to meet Spider-Man fact to face and explain things to him, for out of all the powerful people in New York, he might be the one most likely to understand…

But life works in mysterious ways, for Peter Parker was wandering through the park that day, on patrol for some interesting photo opportunities. When he caught sight of Kate sitting alone by the fountain, he stopped walking and stood still, frowning slightly as if in deep thought. Then, after a few moments of contemplation, he wandered over to her.

Sensing that she was being approached, Kate looked up, then smiled at Peter, who was now standing in front of her and looking a little shy.

"Hi!" she said brightly, instantly putting Peter at ease.

"Hi." Peter replied with a smile, awkwardly transferring his camera from his right hand to his left, before holding his right hand out to her. "I'm Peter Parker. I take photos for the Daily Bugle."

Kate grinned, and shook his hand warmly. "Pleased to meet you, Peter. I'm Kate."

Peter nodded, and paused uncertainly for a moment before asking, "Hey, are you by any chance the researcher sent here from London? The expert on paranormal lifeforms?"

Noticeably surprised, Kate nodded. "Yes, I'm here to investigate the giant eagle. How did you know?"

Peter shrugged and smiled. "Word gets around." His answer was only a half-truth, for when he was in his Spider-Man guise and watching the city from one of his many lofty perches, he had on a few occasions seen Kate in close proximity with the eagle, while most people would hastily get out of the bird's way. But during his time in the Daily Bugle headquarters, he had also heard rumour of someone being sent to 'combat the threat' of the infamous Roc.

"So, have you been seeing the eagle around here at all?" Kate asked.

Peter tapped his camera proudly. "I've managed to take a few photos of it." Another pause. "Um, would you mind if I took a picture of you for the paper?"

Kate blinked, surprised once again. Before now, the press had never taken any interest in her, or even knew of her existence. The creatures she dealt were usually the ones who got famous, but never her. And that suited her just fine, for she didn't want to be famous. But as she looked up at Peter, with his soft attractive features, baby blue eyes and hopeful smile, she found that she just couldn't say no to a face like that. So she nodded. "Alright."

Peter grinned happily. "Great!" Switching on the camera and adjusting the lens, he stepped back, trying to work out a good angle.

"Do you want me to be doing anything?" Kate asked him, suddenly feeling rather self-conscious.

"Um, if you could just pretend to be writing stuff in your notebook, that would be great."

"Ok…"

Peter took the photo, plus two more at slightly different angles just to be sure. He then lowered the camera and smiled. "That was perfect. Thankyou."

"No problem." Kate put her note book and pen back in her bag, then stood up. "Uh, listen Peter. About the eagle – he's not some evil villain out to get people, he's just an animal. If you're able to, try not to let the press write negative things about him."

And Peter believed her, more than she would ever know. For he, while in his Spider-Man alter-ego, had also encountered the eagle. Like two masters of the sky they had travelled side by side in perfect tolerance for each other; the eagle soaring and the Spider-Man swinging. And Peter found it exhilarating to share the sky with such a majestic creature, for there was not one trace of evil in the giant bird's manner, only a stately aura of power and wisdom. It saddened Peter to think about what he might have to do if the eagle did start endangering peoples' lives, and he could not imagine J Jonah Jameson listening to any of his words in the eagle's defence…

In response to Kate's request, Peter nodded sincerely.

"I believe you." He answered quietly, then smiled and said, "Personally I think eagles are awesome."

Kate grinned at him as she slung her bag over one shoulder. "Thanks, Peter. I'd better get going now. It was nice to meet you."

"Nice to meet you too." Replied Peter, and then the two of them parted company, Peter heading back to headquarters to get his photos developed, while Kate stepped back onto the main street to find her way back to her hotel.

"They're all crap." J Jameson said as he flicked through Peter's selection of photos later that day.

He accepted them anyway, of course, and then quickly wrote Peter a cheque.

"This man-eating menace is going to make the headlines!" Jameson exclaimed proudly as he eyed one of the photos of the giant eagle in flight. "Hey, 'Man-eating Menace' would make a good headline. Somebody note that down!" the busy man shouted to a nervous-looking editor.

Sitting tensely on the seat in front of Jameson's desk, Peter blinked. "…Man-eating? Uh, I don't think it's a man-eater, sir. I mean, it might be a bit territorial, but –

"Alright, 'child-eater', then." Jameson snapped, interrupting him. "Haven't you heard? Before it arrived in New York, this over-grown buzzard snatched up some kid right in front of the mother's eyes and flew off. It's a menace! The public has a right to know when they're in danger! Once I've published the facts, people won't so concerned about 'animal rights', you can be sure of that! The bird would've been shot dead already if it wasn't for this –  
Jameson tapped the recently-taken photo of Kate. "– this girl 'expert' who's preventing the authorities from getting near it…"

As Jameson ranted on, Peter sat there, stunned into silence. So the eagle had already killed someone! The hero within him instantly wanted to get out there and find the dangerous animal immediately, but at the same time, logic told him that there was no evil intent in the bird's actions – it was only hunting for food. Nevertheless, something had to be done to protect the citizens of New York, and although Peter had no doubt in Kate's capability to handle the situation, he couldn't help but feel that he should be involved. As Spider-Man, he could help to secure the bird so that it could be released into a more suitable environment – one where it wasn't in such close contact with humans. And that had to be better than simply killing it, surely. Environmentalists wouldn't stand for that. So Peter concluded that, on his next patrol of the city as Spider-Man, he would find Kate and then try to come to an agreement with her.

His goal to defend the eagle's innocence now completely forgotten, Peter waited until Jameson dismissed him before leaving the office and heading home.

But of course, while all this was going on, the real threat to the city was still lurking undetected.

That evening, as the sun set and darkness descended over the city, Doctor Octopus was out and about scavenging for anything that might be of use to him. He only ventured as far as the very edge of town, however, for although he tended to have a one track mind when it came to bearing grudges, he was not the sort of man to rush into things. Careful planning always gave the best results.

Earlier in the day, the Doctor had found himself a new home. The outskirts of the city, especially alongside the river, seemed to have no end of abandoned buildings, and in the end Doc Ock had chosen an old warehouse as his hiding place. The warehouse was a tough old building with lots of space and a roof that only had a few holes, and Ock decided that it would make an excellent working place as well as a reasonably inconspicuous lair.

After that, Doctor Ock set out to start collecting equipment and provisions. With his mechanical arms holding him high above the unstable ground, Otto combed the entire length of the riverside, while the snaking tentacles would automatically pick up anything of potential use, from tools and abandoned junk to scrap metal and material. And whenever all his arms were full, he would return to the warehouse and dump it there, before tirelessly heading out to collect another load. He even returned (his reluctance being easily overpowered by the tentacles' sense of necessity) to the site where his first lair had once stood, before the burning sphere of sun-like energy sucked the entire building underwater. Even so, Doctor Ock managed to salvage a great amount of equipment from the wreckage left behind – plenty of tools and even a few weapons were lying scattered around. He even found his hat, but only one half of a pair of sunglasses.

By the time all that was finished, the sky was dark, and Doctor Ock ventured a little way into town, sticking to the small streets. Despite insistent urges from his four artificial limbs, Otto resisted the temptation to let them carry him around, instead using his own two feet to walk. The reason being that the tentacles made so much noise whenever they started stomping around, and Otto felt that it just wasn't yet the right time to reveal himself to the world.

There were only a few small shops in the area – mostly newsagents – but Doc Ock raided them all, mostly for food and drink, though some of the seedier shops contained some useful chemicals and weaponry. Ock only encountered one person while he was there – an old homeless man who, woken by the sound of smashing windows, started to wail in fear when he saw the multi-limbed silhouette of Doctor Octopus looming nearby. But Doc Ock quickly silenced the man as one of his metal arms lashed out, hitting the man on head so viciously that it killed the poor soul instantly. If anyone else caught sight of Doc Ock that night, no one made any move to stop him.

Then, as suddenly as he'd arrived, the Doctor left, stalking back to his lair with an over-flowing sack of provisions clutched in one gleaming set of metal talons. Otto's mind reeled at the thought of what tomorrow would bring – soon everyone would know that Doctor Octopus was alive and well…

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Notes: Phew! This chapter to so long to write. I hope I didn't waffle on too much, but I had to set up the other side to the story! But everything will come together in chapter three, you can be sure of that!   
Thankyou to everyone for your reviews and kind words – the encouragement really does help! I have replies for a few reviewers concerning chapter one:

jjonahjameson - It's a good point, and at the time I did consider writing it, but I wanted to keep things moving along, plus I figured that the tentacles would have detected the necklace if it was nearby.

Repto – That's fine! After all, most Ockfics seem to start with him getting saved from drowning somehow, so I wouldn't think you were copying.

Moon Avenger – I didn't mention anywhere that he was wearing a shirt…did I? But anyway don't worry, it's bare-chested Ock all the way!


	3. Chapter3: A Strange Series of Events

Usually, a series of coincidences – when so perfectly intertwined with one another - will result in either horrifying tragedy, or unbelievable fortune. But for the events about to occur on the fateful morning that Doctor Ock had picked for his 're-introduction to society', things would turn out rather more strangely.

Ten o'clock in the morning, and down-town New York was already in uproar. And Doctor Octopus found great triumph and satisfaction in seeing the people of New York flee from him in terror – scrambling over one another in their haste – screaming and begging him to spare their pointless little lives. Cars rolled and windows smashed as Doc Ock ripped a clear path through the bustling, traffic-filled streets – and leaving a path of desolation in his wake. While the lower pair of gleaming tentacles stomped along, holding Otto high above the ground, the other pair weaved freely around the Doctor's head, lashing out at any object within their range – people included. So much destruction without purpose was not usually Doc Ock's style, but in this case, it seemed perfectly appropriate. He was announcing his miraculous return, after all. He had to set an example.

_Yes, make them fear me!_ Ock's mind raved. _Let them scream and panic and flee from my presence like frightened sheep! Show them all that Doctor Octopus has returned! Show them that he will not be defeated so easily!_ _Show them-_

Otto paused in his stampeding, for the mechanical arm on his right had suddenly snapped out towards something on the road – a discarded newspaper. Clipping its articulate metal claws around the paper, the snaky arm rose up and back round toward Otto, placing the newspaper carefully in his own hands.

Otto glared at the headline with a sudden frown of realization. '_Man-eating __Menace __Threatens __City__!'_ the headline read, and there, by the text, was a shadowy and slightly blurred photo of a giant bird in flight.

As cars swerved and people continued to run and panic, Doctor Ock stood unmoving in the middle of the road, reading the newspaper as casually as if he were sitting at home.

_'A gigantic eagle – fully capable of carrying a human child in its talons – has been threatening citizens of __New York__ with its carnivorous appetite' _read the smaller, bold text under the headline. Otto smiled coldly. This was his thief, without a doubt. So the bird was a murderer now, was it? Well kudos to the eagle...!

Quickly erasing the shred of tolerance that had been creeping into his mind, Doc Ock proceeded to scan quickly through the important parts of the article; _'…bigger than any known bird of prey …experts predict its wings and talons are capable of killing a full grown man … reported to have carried off a five year old girl…killing livestock and terrifying Americans around the country …now taken up residence somewhere in New York… authorities prevented from taking action by 'Paranormal Lifeforms' expert Katherine Goldin, freelance researcher for a crypto-zoology company in London…'_

Otto's gaze flicked to the photo of the featured researcher – the eccentric-looking nineteen year old girl smiling crookedly at the camera, her pen posed artfully over her notebook. Long dark blonde hair hung with casual messiness around her shoulders, framing her smooth facial features and piercing green eyes. She was slim yet strong in figure, wearing a loose, fashionably scruffy long-sleeved shirt and baggy washed-out jeans. She had the look of a free spirit, bearing a sort of natural beauty, and a bright gleam of humour and wit in her eyes. An interesting-looking person to be sure, and if she knew as much about the eagle as the article claimed, Doc Ock reckoned in might be worth keeping an eye out for her…

Suddenly, the daylight around Doctor Ock darkened for a moment, as a looming shadow passed swiftly overhead. Startled into action, Doc Ock dropped the newspaper and whirled round to see – as he'd suspected – the giant Golden Eagle gliding away down the street. The huge bird had swooped mockingly low over the Doctor's head, before sailing back up into open sky, uttering its mournful, piercing cry as it travelled. With a snarl of rage, Doctor Octopus tore off in pursuit of Roc.

Kate was out and about that morning, patrolling the streets as usual. For a while she had been walking slowly up the street, lost in her thoughts, until suddenly realising that everyone seemed to be running in the opposite direction to her. She stopped, suddenly alert and listening. There appeared to be a great deal of commotion coming from the next street – a sort of loud _stomping_ noise.

"Maybe Godzilla is in town." Kate murmured to herself, and stepped forward, before pausing once again, as she heard the familiar whoosh of powerful wings pass over her, of soft feathers brushing her hair.

The increasingly loud stomping momentarily forgotten, Kate quickly turned round to see Roc landing nearby on a low wall. The eagle's vicious talons briefly scrabbled for balance, before Roc folded his mighty wings and tipped his golden head on one side to regard Kate placidly.

Kate grinned, always happy to see the eagle. "Well this is a switch. You know it's meant to be _me _that finds _you_." She said with gentle fondness.

The huge eagle bobbed his head as if gesturing to something, and it was at that point that Kate caught sight of something glittering on Roc's left foot. It seemed that some sort of necklace – an antique locket on a delicate silver chain, to be precise – had somehow got itself tightly tangled around the bird's talons. In some places the tangles were particularly tight, and were starting to cut into the flesh. It certainly looked very uncomfortable, and no doubt the eagle wanted to be rid of it, which was why he had flown down to her.

Wincing sympathetically, Kate leaned forward to start untangling the mess of knotted chain, but she'd only got as far as taking hold of the locket before Roc suddenly and unexpectedly took flight again, and narrowly missed hitting Kate in the face as those huge wings snapped open. The force of the sudden take-off broke the link holding the locket to the chain – it came off in Kate's hands as Roc beat his way up into the air.

Dazed, Kate watched as the Golden Eagle sailed off round a building and out of sight, then looked down at the locket in her open palm. She may as well have been holding a time bomb.

Doctor Octopus had rounded the corner just in time to the eagle – who somehow always managed to stay way ahead of him – land near a girl. A girl that Doc Ock instantly identified as the researcher he had moments ago been reading about in the paper.

Taking his chance while the bird was no longer airborne, Ock had prowled closer, but of course the eagle saw him coming and took off once again. Otto then saw something glitter brightly in the sun, something come away in the girl's hand as the bird took flight. The thieving bird had been carrying the necklace, and now the girl had it!

Seething, Doc Ock lurched forward. But now, with the eagle well and truly out of his reach, he had a new target…

Meanwhile, Kate was still oblivious and engrossed in examining the locket she'd just acquired. She turned it over in her palm, frowning. There was something very strange about all this…and there was that stomping noise again…getting rapidly closer…

"What the _hell_ is tha- …woah." Kate turned round to find herself confronting a very strange sight indeed.

A man – a rather unhinged-looking man – with four long metal tentacles protruding from his back. He appeared to be heading straight for Kate and, though he was still quite a way off, Kate could see the man's wild eyes staring right at _her_.

"Ok, no one mentioned anything about a psycho Inspector Gadget!!" Kate shouted in an almost accusing way at the oncoming menace. She could see those snapping tentacles lashing out many feet in front of the man they were attached to, while the lower pair carried him along in wide strides. He was approaching with terrifying speed. Kate knew it was officially time to start running.

Kate turned tail and took off at a rapid sprint down the street. Her dangerous profession had turned her into a surprisingly fast runner – she travelled swiftly, nimbly dodging cars and people, and for a while it seemed that she was keeping a good distance between herself and the multi-armed man. But as she chanced brief glances over her shoulder, she realised that she just wouldn't be able to keep this up. She could see the man using every available structure and object in his attempts to catch up with her – at some points, she even saw him clambering up the sides of buildings.

Kate knew that if she wanted to survive this, she was going to have to do something clever, and it might help if she started by getting off the main street. And so, at the first available opportunity, she skidded round a corner into a narrow ally way. Her sudden and unexpected change in direction caused Doctor Ock to actually continue on past the ally entrance for a few paces, before stumbling to a halt, swerving round, and tearing off down the ally path, his tentacles smashing bricks and plaster in all directions as they fumbled for space between the narrow walls.

Meanwhile, Kate was already facing a problem.

"Ah, Mr Dead-End, we meet again." Kate muttered grimly to the solid brick wall she now faced. Whirling round and pressing her back against the wall, she frantically looked around for any sort of escape route, but there was nothing. So instead she just watched despairingly as her looming pursuer stalked towards her, bearing the sadistic smile of a predator that's just cornered its prey.

"Give me the necklace!!" Otto snapped, causing Kate to look down at the locket she still had clutched in her hand. So, _this_ was why he'd been chasing her…

"Give it to me!!" Otto barked again, a metal tentacle snaking out towards Kate with vicious intent.

"Alright alright, keep your tentacles on." muttered Kate, holding the locket out towards him.

Immediately, the tentacle that had been hovering in front of her face dipped down to her hand and plucked the locket from her open palm, before curling round and – in a surprisingly tender way – placing the trinket into the man's coat pocket. But the man's frowning face continued to watch Kate expectantly.

"Where's the rest of it…" he asked her with a tone of dangerous insistency.

"That's all I've got. The chain is still tangled round Roc's foot." Kate replied, meeting Doc Ock's gaze with a calm confidence that made the man blink.

Doctor Ock fell silent after that comment, his scowling expression clearing slightly as he slipped away into his own thoughts. And Kate, who had in the past dealt with much more frightening opponents than this one, was calmly taking in everything about the strange man, now that he was finally holding still.

At first, it was difficult to focus on anything else but those four snaky mechanical arms. As magnificent as they were horrific, the gleaming tentacles moved with a dark, foreboding grace, as if with a life of their own – a disturbing thought, for Kate had noticed instances where the arms looked like they were dragging _him_ along, rather than the other way round. The ends of the arms clicked and whirred as if whispering to one another - occasionally one would fold itself out to form a vicious set of articulate metal digits with a gleaming red lens at its centre – a single glaring eye. It was dangerously hypnotic to watch them, and Kate wondered how on earth this man had ended up in such a state. The tentacles were fused with him, working as one with his mind and body – that much was clear, for how else could a machine move in such an organic way? But it was _how_ he had come to be fused with them that was the mystery. The arms appeared to be protruding from his back, and though Kate could not see anything because of the man's coat, she suspected that it wasn't pretty. Or comfortable, for that matter. And it was these thoughts of sympathy that drew Kate's attention to the human half of this strange fusion.

He bore the look of a man who had once been a normal person with a normal life, until some tragic event had turned him into someone completely different. Once a well-groomed man of comfort and security, now sunken and dishevelled, a stocky figure now made impressive and powerful by his symbiotic appendages. Dressed in grubby clothes to match his mood – thick boots and scruffy trousers, bare-chested beneath a heavy black trench-coat. Dark hair, once neatly styled, now a scruffy mop. Equally dark eyes, once soulful and kind, now wild and malicious. And, with his evil smile and confident manner, Kate concluded him to be of the 'dangerously charming' calibre. Yes indeed, dangerously charming and – it had to be said – unconventionally attractive.

While Kate pondered all this, it was safe to say that Doc Ock's own thoughts did not concern the girl's appearance. He'd been through that already with the newspaper photo. Right now, he was reviewing the current situation. Surprisingly, Kate's last comment – which obviously proved the eagle's theft of the necklace to be unintentional – had not had much of an effect on him. He still continued to be enraged by the whole principal of the situation – the simple fact that the eagle had flown off with _Rosie's _treasured necklace. He had the locket now, but the bird still had the chain, and he was going to get it back. The problem was, his recent encounter with Roc had proved his attempts at capturing the bird to be utterly useless. Despite his agility at climbing buildings, Otto simply could not keep pace with something that could fly so high and so fast. Plus, he also had the problem of actually finding the creature. The eagle was big, but the city was bigger. There were a million and one places for a bird – however large – to hide. And now that the police – not to mention that pesky Spider-Man – knew that he was still alive, he didn't exactly have the option of gallivanting around searching the city's every nook and cranny. No, he needed to find someone who knew exactly where the eagle lived. The _only_ person who knew where the eagle lived…

Kate, who had for a while been sitting on the ground, staring up at Doctor Ock with an innocent smile on her face, was now becoming slightly unnerved by the fact that the multi-armed man was staring at her with a sly grin spread over his face.

"Um….hi." Kate ventured after a while. "I'm Kate. And you are…?"

For a moment, it looked like Otto wasn't going to answer her. But then he said, "I am Doctor Otto Octav- …Hm." The Doctor gave a rather depressed sigh before starting the sentence again. "I'm known as Doctor Octopus."

Kate nodded slowly. "Okay…yes, I see the relevance there. But what do _you_ call yourself? Did you say 'Otto' just then? Ott- _arrgh!!"_

__Kate gave a sudden yelp of fear as a metal tentacle shot towards her, its head snapping open as a lasso of metal cable coiled out from its centre, curling itself tightly around Kate's waist. The next thing she knew, she was hauled roughly into the air.

"_Whoa!_" Kate exclaimed, her head spinning from the sudden surge upwards. She then found herself staring straight into the Doctor's face. "Um, yes, hello there. Um…_why_??"

Apparently amused by the young woman's scatty speech, Doc Ock chuckled softly before answering calmly, "I've just thought of something you can help me with. You're going to tell me where your bird friend is hiding."

Struggling uncomfortably within the tight coils of cable, Kate shook her head stubbornly. "Sorry, can't tell you that. That's classified. Plus, you don't look like much of an animal lover to me…"

"Tell me…" A second tentacle snaked over to Kate's face, opening out to reveal an extending – and horrifically sharp – spike. "…Or I will make life very painful for you."

To Otto's surprise, the girl scoffed at his threat. "Oh come on, I've seen this movie. There's no way you're going kill the only person in the city who has the information you need. More likely, you'll take me hostage and-

Kate was abruptly cut off as the tentacle's splayed claws – the spike now thankfully retracted – lurched forward and clamped themselves around Kate's head, completely encasing her face.

Automatically, Kate's hands flew up to prise the claws away, but her efforts were of course useless. She tried to speak, but her words were completely muffled. Meanwhile, Doc Ock just watched her, his face unnervingly calm.

"A hostage. What a nice idea. Let's do that, then. But let me make one thing clear – I never said I was going to _kill_ you, I said I would make life _painful_ for you. Alright?"

Unable to speak, Kate made a thumbs-up gesture with both hands. Satisfied, Otto allowed the tentacle to open and withdraw from Kate's face.

"Urgh…that's going to leave a bruise…" Kate groaned in discomfort, wincing as she placed her hands against her sore face. After a while, she looked at Otto, a surprising lack of contempt in her eyes, considering the circumstances. "Right then, onwards and upwards. Though preferably not upwards." She said cheerily.

Doctor Ock frowned at her. "_I'll_ be the one to decide when we leave."

Kate nodded, pulling her face into a serious expression. "Sorry…"

And so Otto did not move. For a while, there was an awkward silence, save for Kate tapping her fingernails against the metal claws clasped around her waist. Eventually, Kate asked quietly, "…Can we go yet?"

"….Yes." Doc Ock grumbled. He then lurched into action, prowling out of the ally and off down the street, holding Kate up high as if she were some sort of trophy. A few onlookers, amongst those who cowered on the streets or hovered timidly in shop doorways, stepped out to watch with horrified fascination as Doctor Octopus marched away from them. All of them secretly prayed that Spider-Man would be around to save them the next time Doc Ock came to call.

* * *

Notes: Whooo! Finally, a more fast-paced chapter! Hope y'all like the way this is going. Sorry for any delays in uploading this – I managed to get myself temporarily banned for uploading something elsewhere that was considered to be a 'list'. shrugs Whatever. Anyway, some replies to your groovy comments:

Shadow Fox Forever: Hey, I must be doing something right, then! XD

Karina of Darkness: Yeah, I know what you mean, I probably screwed up on the logic there. The trouble is, if I'd had Ock encounter Roc in chapter2, then I'd have just been repeating myself in this chapter. Narrative over logic, in this case. But anyway, I'm glad you like Kate. She's great fun to write.

Lady Suneidesis: Aw, shucks. Thanks much. :)

Lieutenant Lindsey: Oooh wait n see, wait n see! Heehee.


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